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HomeMy WebLinkAbout1992-079e wpdocsWorrison NOTE Amendment No 1 to Agreement - 95-070 Amendment No 2 to Agreement - 98-184 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, APPROVING A LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND THE MORRISON MILLING COMPANY, AUTHORIZING THE EXPENDITURE OF FUNDS, AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, The Morrison Milling Company has offered to lease part of the Moore Building for warehouse space, and WHEREAS, the City Council believes the Lease Agreement would be beneficial to the City, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I. That it approves the attached Lease Agreement between the City of Denton and The Morrison Milling Company and authorizes the Mayor to execute the Agreement on behalf of the City SECTION II That it authorizes the expenditure of funds in accordance with the term of the Agreement SECTION III That this ordinance shall become effective imme- diately upon its passage and approval PASSED AND APPROVED this the DJday of 1992 f 141i ATTEST' JENNIFER WALTERS, CITY SECRETAn BY APPROVE S TO EGAL FORM DEBRA A DRAYOV TCH, CITY ATTORNEY BY e \wpdoce\work\39205 3 20 1 if LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND THE 14ORRISON MILLING COMPANY FOR WAREHOUSE SPACE AT 601 EAST HICKORY, DENTON, TEXAS This agreement for the lease of real property is made between the City of Denton, a municipal corporation of the State of Texas, and The Morrison Milling Company, a Texas corporation The parties agree as follows ARTICLE I DEFINITIONS This Article contains definitions of certain terms used in this Lease, set forth as follows 1 01 City City of Denton, Texas 1 02 Hazardous Substance Any substance that is toxic, ignit- able, reactive, or corrosive and that is regulated by any local government, the state of Texas, or the United States Government "Hazardous Substance" includes any and all material or substances that are defined as "hazardous waste," "extremely hazardous waste,,, or a "hazardous substance" pursuant to state, federal, or local government law "Hazardous Substance" includes but is not re- stricted to asbestos, polycholorobiphenyls ("PCBS"), and petroleum 1 03 Lease This lease agreement 1 04 Leased Property Approximately 48,100 square feet of space located within the Moore Building leased to Morrison for warehouse space, including the land, docks loading ramps, and Parking Area abutting the Moore Building, but excluding any land located within any public street right-of-way, all as shown in the cross -hatched area in Exhibit A, attached to this Lease 1 05 Morrison The Morrison Milling Company 1 06 Moore Building The building formerly owned by Moore Business Forms, located at 601 East Hickory in the City of Denton, Texas, located on the land described on Exhibit B, attached to this Lease 1 07 Parking Area The employee and guest parking area designated by the City for the use of Morrison for parking motor vehicles, as described by the cross -hatched area on Exhibit C, attached to this Lease 1 08 Temporary Use Property The portion of the Moore Build- ing, and the docks, loading ramps, and parking and maneuvering area PAGE 1 described by the cross -hatched area on Exhibit D, attached to this Lease ARTICLE II LEASED PROPERTY 2.01 Leased Property. City leases to Morrison and Morrison leases from City the Leased Property 2 02 Temporary Use Property Morrison shall have the right to make use of the Temporary Use Property for ninety (90) days from the beginning date of this Lease without additional charge, to com- plete installation and alteration of the dock and loading ramp im- provements serving the Leased Property, as specified in this Lease Upon the written request of Morrison, the City shall extend by thirty (30) day increments, the period of time in which Morrison may continue to use the Temporary Use Property if Morrison is mak- ing good faith efforts to complete the dock and loading ramp improvements The Temporary Use Property is made available to Morrison "AS IS", with Morrison accepting all defects, if any, and the City makes no warranty or representations of any kind, express or implied, with respect to habitability, fitness or suitability of any part thereof, including the absence of any toxic or otherwise hazardous substances, except as otherwise provided in this Lease 2 03. Parking Area The City shall provide Morrison, at no additional charge, the Parking Area for the use of employees and guests of Morrison, which shall be subject to reasonable regula- tions of the City 2 04 Use of Leased Property Morrison may use and occupy the Leased Property and the Temporary Use Property, for its usual business operations, including, but not limited to, the storage of materials and products ordinarily kept, used, or maintained in Morrison's business operations, and for no other use Morrison shall not do or permit anything to be done in or about the Leased Property or the Temporary Use Property that will materially obstruct or materially interfere with the rights of other persons occupying the Building Morrison shall not permit any nuisance in, on, or about the Leased Property, or the Temporary Use Property, and shall regularly remove therefrom all trash and debris Morrison shall comply with any law, statute, ordinance, rule or regulation of any governmental or quasi -governmental authority affecting the Leased Property or the Temporary Use Property, now in force or that may hereafter be enacted or promulgated PAGE 2 2 05 No Warranties The Leased Property is leased to Morrison "AS IS", with Morrison accepting all defects, if any, and the City makes no warranty or representations of any kind, express or implied, with respect to habitability, fitness or suitability of any part thereof, including the absence of any toxic or otherwise hazardous substances, except as otherwise provided in this Lease Notwithstanding anything to the contrary contained in this Lease, the City shall be liable for and indemnify and hold Morrison harmless from any and all claims, damages, fines, costs , liabili- ties or losses resulting from any violation of any applicable laws, ordinances, orders, rules and regulations of all governmental entities and regulatory agencies (collectively, "Applicable Laws"), including Applicable Laws pertaining to health and the environment, or restrictive covenants or other encumbrances relating to the Moore Building, or the land on which it is located, that (a) Occurred in whole or in part prior to Morrison's taking possession of the Leased Property, including any violation con- tinuing at the time Morrison takes possession, (b) Results in whole or in part from the Moore Building or the land on which it is located violating Applicable Laws or restric- tive covenants or other encumbrances, but excluding violations arising from Morrison's operations or conduct or from Morrison making alterations to the Leased Property, or (c) Results in whole or in part from the presence, release or disposal of hazardous substances on or from the Moore Building or the land on which it is located, if the presence, disposal, or release of hazardous substances is not caused by Morrison or Morrison's employees, contractors or agents during any term of this Lease 2 06 Hazardous Substances Except for pesticides kept and dispensed in accordance with State and Federal law and regulations, Morrison shall not cause or permit any Hazardous Substance to be used stored, generated, or disposed of on the Leased Property or the Temporary Use Property, without the City's written consent If Hazardous Substances are used, stored, generated or disposed of on the Leased Property or Temporary Use Property by Morrison, its employees, agents, or contractors, except as permitted above, Morrison shall indemnify, defend and hold the City harmless from any and all claims, damages, fines, costs, liabilities, or losses, including without limitation, any and all costs incurred because of any investigation of the site or any cleanup, removal, or restora- tion mandated by a federal, state, or local agency or political subdivision resulting from the use, storage, generation or disposal PAGE 3 of Hazardous Substances by Morrison, its employees, agents, or con- tractors in violation of Applicable Laws ARTICLE III TERM 3 01 First Term The First Term of this Lease shall begin on May 1, 1992, and shall terminate on the April 30, 1997, unless earlier terminated as provided in this Lease 3 02. Second Term Subject to Section 3 03, if, before December 1, 1996, Morrison gives written notice to the City that it wishes to extend this Lease for a Second Term, this Lease shall continue in effect until April 30, 2002, on the same terms and conditions as during the First Term, provided that rent shall be as set forth herein for the Second Term and Morrison shall not be entitled to any further extension 3 03. Termination or Reduction in Second Term Should Morrison give notice to extend this Lease for a Second Term, the City shall have the right during the Second Term to terminate this Lease or to reduce the square footage of the enclosed space in the Leased Pro- perty if the City determines, in its sole discretion, that all or part of the Leased Property is needed for City functions or operations, by giving Morrison written notice not less than one (1) year prior to the effective date of the reduction or termination The City may only reduce the Leased Property in increments that include the total leased area that encompasses Building Area C or F, or both, as shown on Exhibit A The City's notice of reduction to Morrison must designate the amount of reduction If the City elects to reduce the Leased Property, Morrison shall have the right to terminate this Lease by giving the City written notice within sixty (60) days from the date Morrison receives notice of the City's election Morrison's termination shall be effective one (1) year from the date Morrison receives the City's notice of reduc- tion ARTICLE IV RENTALS AND PAYMENTS 4 01 Rent In consideration for this Lease, Morrison shall pay to the City during the First Term, monthly rentals based on an annual rate of $1 50 per square foot of the enclosed space in the Leased Property, being $6,012 50 per month Monthly rent shall be paid without notice, demand, counterclaim, set-off, or abatement, in advance on the first day of each calendar month throughout the Term hereof, at the offices of the Finance Department of the City, Accounts Receivable, 215 E McKinney, Denton, Texas, 76201, unless Morrison is notified otherwise Should Morrison extend this Lease PAGE 4 for a Second Term, the monthly rent shall be based on an annual rate of $1 75 per square foot of the enclosed space in the Leased Property, or $7,014 58 per month Should the City's exercise its right to reduce the enclosed space of the Leased Property leased to Morrison during the Second Term and Morrison does not terminate this Lease, the rent shall be reduced accordingly on a per square foot basis 4 02 Due Date. All rent paid by Morrison after the tenth (loth) day of the month will be delinquent and shall include an additional monetary penalty equal to five percent (5%) of the rental amount due Failure to pay rent after the tenth (loth) day when due or the failure of Morrison to pay the five percent (5%) monetary penalty on delinquent rent shall constitute an event of default of this Lease 4 03 Destruction of Property If the Leased Property is damaged by fire or other casualty, the City may repair or recon- struct the Leased Property to substantially the same condition as existed immediately prior to the casualty or terminate this Lease by notifying Morrison within sixty (60) days after the date of the fire or other casualty, such termination to be effective as of the date of such fire or other casualty The rent required to be paid hereunder shall be abated in proportion to the portion of the Leased Property, if any, which is rendered untenantable by fire or other casualty until repairs of the Leased Property are completed, or if the Leased Property is not repaired, on the date of termina- tion specified herein If the City elects to rebuild the Leased Property and the re- construction is not completed within one hundred -eighty (180) days from the date of the fire or other casualty, Morrison shall have the right to terminate this Lease by delivering written notice of termination to the City prior to completion of the reconstruction Other than the rental abatement, the City shall not be liable to Morrison for loss of the use of the whole or any part of the Leased Property, Morrison's personal property, or any inconvenience, loss of business or profit, or annoyance arising from any repair and reconstruction ARTICLE V UTILITIES 5 01 Utilities Morrison shall pay for electricity, natural gas, solid waste removal, telephone service or any other utility services supplied to the Leased Property, except that the City shall provide cold water and sewer service to the Leased Property at no expense to Morrison The City shall install meters or submeters, at its cost, if necessary to measure the consumption of PAGE 5 electricity and natural gas supplied to the Leased Property The City shall make all repairs, at its expense, as necessary to insure that electrical, natural gas, and water and sewer service is avail- able for the Leased Property on the beginning date of the First Term of this Lease Thereafter, Morrison shall be responsible for the maintenance and repair, at its cost, of all wires, pipes, equipment and associated utility facilities within the Leased Pro- perty which are necessary to supply electricity, natural gas, water and sewer, or other utilities to the Leased Property 5 02 Billing The City shall bill Morrison monthly for the utility services for which it is liable to the City herein and Morrison shall pay the bill within fifteen days of the date the bill is mailed or delivered to Morrison Morrison's failure to timely pay for utility services provided by the City to the Leased Property shall not be a breach of this Lease, but Morrison shall be subject to the same penalties, costs, charges, fees and remedies and shall enjoy the same rights as other utility customers of the City in the supply of utilities to the Leased Property by the City, including the termination of utility service for non-payment 5 03 Heating and Cooling The City shall not be responsible for providing any heat or air conditioning to the Leased Property Morrison shall be responsible for the repair and maintenance of any heating or cooling equipment now located or hereinafter installed on the Leased Property by Morrison ARTICLE VI IMPROVEMENTS, ALTERATIONS AND REPAIRS 6 01 Roof and Exterior Repairs The City shall keep the roof and exterior walls of the Leased Property in good repair, excluding the replacement of glass, but the City shall not be lia- ble to Morrison for lost revenues, profits, damages, claims, or losses of any kind, including loss or damage to merchandise or materials stored or kept on the Leased Property, because of the City's failure to make timely or adequate repairs 6 02 Interior Repairs By taking possession of the Leased Property and the Temporary Use Property, Morrison shall be deemed to have accepted the same as being suitable for the conduct of Morrison's business Morrison shall, at its sole cost and expense, keep the Leased Property in good condition and repair, ordinary wear and tear excepted Any injury or damage to the Leased Pro- perty or the Temporary Use Property, or the appurtenances or fix- tures thereof, caused by or resulting from the act, omission or neglect of Morrison or Morrison's employees, servants, agents, or invitees shall be repaired or replaced by Morrison, at its expense PAGE 6 6.03. Separation of Leased Property Morrison agrees to install, at its own expense, permanent walls, doors, or make other alterations, as specified and approved by the City, which are necessary to close off the Leased Property from the remainder of the enclosed space in the Moore Building which is not leased to Morrison 6 04 Alterations or Improvements Morrison shall have the right, at its own expense, to make any alterations or improvements to the Leased Property, provided that the alterations or improve- ments are first approved in writing by the City The City shall notify Morrison in writing of its approval or disapproval of pro- posed alterations or improvements within fifteen (15) days after the City receives a written request from Morrison which adequately describes or illustrates the alterations or improvements If the City fails to notify Morrison within the fifteen (15) days, the proposed alterations shall be deemed approved All alterations or improvements shall be performed in such a manner that no mechan- ic's, materialman's or other similar liens shall attach to the Leased Property Except as expressly provided in this Lease, any alterations or improvements shall become a part of the Leased Property and shall belong to the City, without compensation to Morrison, at the expiration of this Lease or the termination of Morrison's right to possession of the Leased Property 6 05 Dock and Loading Ramp improvements Morrison shall have the right to construct and install six new dock and loading ramps to serve the Leased Property, four of which shall front upon Exposition Street and two which shall front upon East Oak Street, in place of the existing docks and loading ramps, in accordance with plans submitted by Morrison and approved by the City prior to construction Upon the written request of Morrison, the City Council may approve additional dock and loading ramp improvements for the Leased Property, but shall not be responsible for any part of the costs of the improvements Within thirty days of the completion of the new dock and loading ramp improvements expressly provided for in this section, the City shall pay Morrison Forty-five Thousand and No/100 Dollars ($45,000 00), as the City's share of the cost of the dock and loading ramp improvements Upon completion, the dock and loading ramp improvements shall become a part of the Leased Property and shall belong to the City, without additional compensation to Morrison, at the expiration of this Lease The City shall relocate any electrical lines, poles, or equipment, at its own expense, if necessary to accommodate the dock and loading ramp improvements 6 06 City Approval of Plans, Compliance with Laws Any provision of this Lease providing for the City's approval or dis- PAGE 7 approval of improvements or alterations to the Leased Property applies to the City acting in the capacity of the landlord or owner of the Leased Property and shall not apply to the City's review, approval, or disapproval of any plans for improvements or alter- ations when acting in its capacity as a governmental entity administering and enforcing building codes or other laws or regula- tions In making any alterations or improvements, Morrison shall comply with all Federal, State, and local laws, regulations, or ordinances, including the issuance of permits and the payment of fees 6 07. Signs Morrison shall not post any signs on the Leased Property without the approval of the City as landlord Any signs approved by the City as landlord shall comply with the City's ordi- nance regulating signs ARTICLE VII TRUCK TRAFFIC AND PARKING 7 01 Truck Parking on Site Morrison shall not allow more than six motor vehicles to be parked on the Leased Property at any one time and shall not allow more than twenty (20) motor vehicles to be located on the Leased Property within any one twenty-four (24) hour period, if the motor vehicles are regulated by the City's truck route ordinance 7 02. Truck Routes Morrison shall use its best efforts to insure that motor vehicles regulated by the City's truck route ordinance access the Leased Property along the public streets and in the direction of travel as specified in Exhibit E and leave the Leased Property along the public streets and in the direction of travel specified in Exhibit F Exhibits E and F are attached to and incorporated into this Lease by reference Evidence of Morrison's best efforts at compliance with this article shall include, at a minimum but not be limited to, the covenants listed herein Morrison shall have its employees who operate vehicles regulated by this article acknowledge in writing that they have received instructions as to the specified routes to be followed for access and egress to the Leased Property as set forth herein Morrison shall maintain a log at the Leased Property to track all truck traffic Morrison shall also issue maps of the routing instructions to its employees and customers Morrison agrees that if the City notifies Morrison that a driver, whether employed by Morrison or a customer of Morrison, should violate the provisions of this article more than once, it shall ban that driver from operating a vehicle on the Leased Property to make or receive deliveries PAGE 8 If the City determines that a violation of this section has occurred, it shall give Morrison written notice describing the details of the violation If the City Council finds that three (3) or more additional violations of this section have occured within thirty (30) days after the date the City gives written notice to Morrison of a violation due to Morrison's failure to use its best efforts to prevent the violations, the City shall have the right to terminate this Lease by giving Morrison notice at least sixty days prior to the termination date Prior to making a finding, the City shall afford Morrison the opportunity to present information or evidence concerning the violations ARTICLE VIII INSURANCE AND INDEMNITY 8.01 General Liability Insurance Morrison shall during the duration of this Lease, at its sole cost and expense, keep in force general liability insurance naming Morrison and the City as an in- sured and covering the Leased Property and, during the time occu- pied and used by Morrison, the Temporary Use Property, for bodily injury and property damage in the minimum amount of $1,000,000, combined single limits on a per occurrence basis All policies shall be issued by a company authorized to do business in the State of Texas, be approved by the City (which approval shall not be unreasonably withheld), copies of which shall be provided to the City The policies shall name the City as an additional insured and shall provide for a minimum of thirty (30) days written notice to the City prior to the effective date of any cancellation or lapse of the policies 8 02 Personal Property Insurance Morrison shall also obtain and keep during this Lease, at its sole cost and expense, insurance on its personal property, to pay for losses by fire, storm, water damage, or other casualty 8 03 Indemnity by Morrison Morrison shall indemnify and hold the City harmless from all fines, suits, costs, and liability of every kind arising from (a) Any violation or nonperformance by Morrison of any repre- sentation or covenant contained in this Lease which continues be- yond any applicable cure period, and (b) Any bodily injury, death, or property damage that is proximately caused by the negligence or willful misconduct of Morrison or any of its agents, employees, or contractors The indemnity set out in this section shall not apply to matters caused in whole or in part by the City or anyone acting for the City PAGE 9 8 04 Indemnity by the City The City shall indemnify and hold Morrison harmless from all fines, suits, costs, and liability of every kind arising from (a) Any violation or nonperformance by the City of any repre- sentation or covenant contained in this Lease which continues beyond any applicable cure period, and (b) Any bodily injury, death, or property damage that is proximately caused by the negligence or willful misconduct of the City or any of its agents, employees, or contractors The indem- nity set out in this section shall not apply to matters caused in whole or in part by Morrison or anyone acting for Morrison 8 05 Waiver of Subrogation The City and Morrison waive any rights they may have against the other because of any loss or dam- age occasioned to their respective property, the Leased Property, its contents or to any other portion of the Moore Building, arising from any risk which is covered by the current Texas State Board of Insurance promulgated form of property insurance and fire and ex- tended coverage insurance The parties, on behalf of their respec- tive property insurance companies waive any rights they may have against the other or their respective employees, agents, or invi- tees and all rights of their respective insurance companies, based upon an assignment from their insureds Each party agrees to give to each insurance company written notification of the terms of the mutual waivers contained in this section and to have the insurance policies properly endorsed, immediately after the effective date of this Lease The foregoing waiver shall be effective whether or not the parties maintain insurance on their respective properties 8 06 Notice of Claim Morrison shall give written notice to the City within ten (10) days of the date Morrison receives notice of a claim for damages for bodily injury or property loss arising from some condition or use of the Leased Property or the Temporary Use Property by any person who is not an employee of Morrison ARTICLE IX TAXES 9 01 Taxes Morrison shall pay before delinquency, any and all taxes, fees or other assessments levied, imposed or assessed against the Leased Property, Morrison's leasehold interest, equip- ment, furniture, fixtures and personal property, during any Term of this Lease 9 02 Reimbursement for Increase in Ad Valorem Real Property Taxes Beginning with the tax year 1994, and for each tax year thereafter, the City shall reimburse Morrison fifty percent of any PAGE 10 increase in ad valorem real property taxes assessed against the Leased Property if such tax increase results from an increase in the appraised value of the real property by more than one hundred and three percent (103%) of its assessed value in 1993 This pro- vision shall not apply to any increase in real property taxes re- sulting from an increase in the appraised value of the real pro- perty subject to this Lease because of improvements or additions made to the Leased Property by Morrison after January 1, 1993 This provision applies only to real property taxes assessed by or on behalf of the City of Denton, Denton County, and the Denton County Independent School District and shall not include any new real property taxes levied, imposed or assessed by or on behalf of any other taxing entity or unit The reimbursement tax payment shall be made within sixty days of the date Morrison submits to the City documentation that Morrison has paid ad valorem taxes for which reimbursement is due under this provision, except that if Morrison is delinquent in the payment of any rents, utilities, or other monies owed to the City under this Lease, the City may deduct that delinquent amount from the amount to be reimbursed to Morrison for ad valorem taxes under this paragraph X CANCELLATION BY THE CITY 10.01. Default by Morrison If Morrison fails to comply with any of the terms of this Lease, the failure shall be considered a default and the City shall give Morrison written notice of the breach and request Morrison to correct the breach Should Morrison fail to correct the breach within sixty (60) days following receipt of the notice, the City shall have the right to terminate this Lease by giving Morrison written notice of termination This section shall not apply to a breach of section 5 02 (Billing) or a violation of section 7 02 (Truck Routes) 30 02 Default by City. If the City fails to comply with any of the terms of this Lease, the failure shall be considered a default and Morrison shall give the City written notice of the breach and request the City to correct the breach Should the City fail to correct the breach within sixty (60) days following receipt of the notice, Morrison shall have the right to terminate this Lease by giving the City written notice of termination 10 03 Removal of Personal Property Upon termination of this Lease, Morrison shall have the right to remove its trade fixtures and personal property if the removal does not cause damage to the Leased Property Morrison shall remove all personal property from the Leased Property within ten (10) days after the termination and PAGE 11 should Morrison fail to do so, the City may elect to retain posses- sion of the property or sell the same and keep the proceeds or have the property removed at the expense of Morrison 10.04 Repairs Where, upon termination of the Lease, the fixed improvements become the property of the City as provided herein, Morrison shall repair, at its own expense, any damage to the fixed improvements, resulting from the removal of personal property and shall leave the Leased Property in a neat and clean condition with all other improvements in place, ordinary wear and tear excepted 10.05. No Waiver Failure of the City to declare this Lease terminated upon the default of Morrison or the acceptance of rent- als by the City after default shall not waive the right of the City to cancel this Lease for a later default XI MISCELLANEOUS PROVISIONS 11 01 Entire Agreement This Lease constitutes the entire understanding between the parties and supersedes all prior or inde- pendent agreements between the parties covering the subject matter hereof Any change or modification hereof shall be in writing and signed by both parties 11.02 Subletting or Assignment Morrison shall not rent or sublease the Leased Property or assign this Lease without the prior written consent of the City 11 03 Lease Binding on Successors and Assigns All cove- nants, agreements, provisions and conditions of this Lease shall be binding upon and inure to the benefit of the respective parties hereto and their legal representatives, successors or assigns 11.04. Severability If any provision of this Lease shall be declared void or illegal by any court or administrative agency having jurisdiction, the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties 11,05 Notice Any notice given by one party to the other in connection with this Lease shall be in writing and shall be sent by registered mail, return receipt requested, with postage and reg- istration fees prepaid, as follows PAGE 12 If to the City, addressed to City Manager City of Denton 215 E McKinney Denton, Texas 76201 Notices shall be deemed shown on the receipt, if sent received, if delivered by hand If to Morrison, addressed to The Morrison Milling Company 319 E Prairie Denton, Texas 76201 to have been received on the date by certified mail, or on the date 11.06 Headings The headings used in this Lease are in- tended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Lease 11.07 Tolling of Time Whenever a period of time is pre- scribed in this Lease for action to be taken, the party required to take the action will not be liable or responsible for, and there shall be excluded from the computation of time, any delays due to strikes, riots, acts of God, shortages of labor or materials, war, Applicable Laws, or any other causes which are beyond the control of the party, excluding financial inability N WITNESS W ,REOF, the parties have executed this Lease the day of 1992 CITY OF DENTON, TEXAS, THE CITY BY ATTEST JENNIFER WALTERS, CITY SECRETARY BY It L. APPROVED AS TO LEGAL FORM DEBRA A DRAYOVITCH, CITY ATTORNEY BY 9,/�..^--�_ PAGE 13 ewpdocs\39205 3 THE MORRISON MILLING COMPANY BY TITLE Executive Vice -President PAGE 14 V a O qO V Cf h-I m Z LL ASL.OLD 0Y 1w spaces _ _ - / D R A I L R 0 A D a.I N iV. � r G .: �L IN I 1 ' i tD � pj, , rc rD a r c v " v rr f— r a r-� N d II 1 o rn� rn II I p 1 a zy d a w N > IA N E X P O el T 1 0 N S T R c E T — �I I/ EXHIBIT "B" ALL THAT CERTAIN TRACT OR PARCEL OF LAND situated in the Hiram Sisco Survey, Abstract Number 1184, City of Denton, County of Denton, State of Texas said tract being shown by deeds to Moore Business Forms, Inc , and recorded in Volume 325, Page 635, Volume 325, Page 636, Volume 325, Page 638, Volume 328, page 457 Volume 328, Page 448, and part of Volume 325, Page 639, of the Deed Records, of County of Denton, State of Texas, and being more fully described as follows BEGINNING for the southwest corner of the tract being described herein at a set 1/2 inch steel square tubing at the southwest correr of said tract as recorded in Volume 325, Page 635, said tubing being at the inter- section of the east Right -of -Way line of Railroad Avenue (a 50 foot wide asphalt surfaced public road) and the north Right -of -Way line of East Hickory Street (an asphalt surfaced public street), THENCE NORTH, with the west line of said Moore Business Forms Tract, the east line of said Railroad Ave , a distance of 373 07 feet to a set 1/2 inch steel square tubing for the north corner of said tract as recorded in Volume 328, Page 448, said tubing being northeast of and 8 50 feet from the center line of the Texas & Pacific Railway spur, said tubing also being at the start of a curve to the left whose radius is 458 37 feet, central angle of 32 degrees 08 minutes 14 seconds, and a chord bearing and distance of South 62 degrees 13 minutes 30 seconds East, a distance of 253 74 feet, THENCE with said curve to the left, and being 8 50 feet north of said center line, an Arc length of 257 10 feet to a set 1/2 inch steel square tubing for the end of said curve, said tubing being the southeast corner of a tract shown by deed to Wilson McKenny et al, and recorded in Volume 398, Page 635, of said Deed Records, THENCE: SOUTH a distance of 5 50 feet to a set 1/2 inch steel square tubing on the south line of said tract as recorded in Volume 325, Page 639, and the north line of said tract as recorded in Volume 325, Page 636 of said Deed Records, said tubing also being at an ell corner of East Oak Street (an asphalt surfaced public street), and Frame Street (an asphalt surfaced public street); THENCE SOUTH 88 degrees 59 minutes 44 seconds East, with the south line of said East Oak Street, and the north line of said Moore tract, a distance of 515 48 feet to a set 1/2 inch steel square tubing for the northeast corner of said tract as recorded in Volume 328, Page 451 of said Deed Records, said tubing also being at an ell corner of said East Oak Street and Exposition Street, THENCE South 00 degrees 01 minute 21 seconds East, with the east line of said Moore tract, and the west line of said Exposition Street, a distance of 240 00 feet to a set 1/2 inch steel square tubing for the southeast corner of said tract as recorded in Volume 328, Page 451, said tubing also being on the north line of said East Hickory Street, THENCE: South 89 degrees 58 minutes 39 seconds West, with the south line of said Moore tract, and the north line of said East Hickory Street, a distance of 740 00 feet to the Point of Beginning and containing 4 443 acres of land, more or less LI ASLWOLD VI II ( 71 spaces ) / J � > R A I L R O A D fit A J E Ty > r I v cc f Ip `= f �/ Lr 3 - - - N r Id � ' r - .� rc c 1- = C v-- n fD G " i �t_n CO yr..w I I ' V" cl .a N r r N i o ��c a O v Oo o w � n O V F+ co 0 c > x V♦ a rn0 r LO I y cn 0 ICN Ln JJ � L x 1 � a it l--_------ -- E X P O o I T I 0 N 5 T R I E T — 1 ( II r- � a L V T � V LVZ m m n Z e — z c Z Z. C V r� 2 m N 1 t-V u►s�rla�s rrralr6 ~ spaces } — R A I L R 0 A 0 N OD r I- O m �.: �C 0' n ,4 ap yJ rn r t^ O P N-.6 n 1 I I E x v C) 7 1 r 1 0 M s t p c E? _ rf n , U3 CD rn � BELL 0 T H A I � rn RADSK !i r z m m z r+l 0 ORD x p x5 54 r n m rn I � L RUDDELL AI R d 0 m x x rn t+ l Z� (T BELL m3 v0 0� m EYPO51TIN r C n N Z Z f�l H C') rn rn a ORD � W I RUDDELL E \WPD0CS\0RD\M0RRIS0N O ORDINANCE NO � AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE MAYOR TO EXECUTE AN AMENDMENT NO 1 TO AGREEMENT BETWEEN THE CITY OF DENTON AND THE MORRISON MILLING COMPANY FOR LEASE OF WAREHOUSE SPACE AT 601 EAST HICKORY STREET, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the Mayor is hereby authorized to execute Amendment No 1 to Agreement Between the City of Denton and the Morrison Milling Company for a lease of warehouse space at 601 East Hickory Street, a copy of which is attached hereto and incorporated by reference herein SECTION II That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the(110V�day of , 1995 ATTEST JENNIFER WALTERS, CITY SECRETARY BY _ APP VED S TO LEGAL FORM MICHAEL A BUCEK, ACTING CITY ATTORNEY AMENDMENT NO 1 TO AGREEMENT BETWEEN THE CITY OF DENTON AND THE MORRISON MILLING COMPANY DATED MAY 5, 1992 WHEREAS, on May 5, 1992, the CITY of DENTON, DENTON COUNTY TEXAS, hereinafter called "CITY", and the MORRISON MILLING COMPANY, hereinafter called "MORRISON", entered into a Lease Agreement Between the City of Denton and the Morrison Milling Company for Warehouse Space at 601 East Hickory hereinafter called "Lease", and WHEREAS, the Lease provides for a First Term beginning on May 1, 1992 and terminating on April 30, 1997, and WHEREAS, the Lease provides that Morrison may extend the Lease to April 30, 2002 for a Second Term by giving written notice that Morrison wishes to extend the Lease, and WHEREAS, the Lease provides that the City may reduce or ter- minate the Lease during the Second Term by giving Morrison one-year notice of said reduction or termination, and WHEREAS, Morrison desires to extend the Lease for the period contemplated by the Second Term, but extend the notice period for the City to reduce or terminate the Lease during the Second Term to two -years, and WHEREAS, City desires to extend the Lease for the Second Term, NOW, THEREFORE, W I T N E S S E T H ARTICLE I Article III TERM, section 3 02 Second Term of Lease is hereby and herewith deleted from Lease and replaced with the following 3 02 Second Term This Lease shall continue in effect for the Second Term of this Lease beginning on April 30, 1997 and terminating on April 30, 2002, pursuant to the same terms and conditions as during the First Term, pro- vided that rent shall be as set forth in the Lease for the Second Term ARTICLE II Article III TERM, section 3 03 Termination or Reduction in Second Term of Lease is hereby and herewith deleted from Lease and replaced with the following 3 03 Termination or Reduction in Second Term The City shall have the right during the Second Term to termi- nate this Lease or to reduce the square footage of the enclosed space in the Leased Property if the City deter- mines, in its sole discretion, that all or part of the Leased Property is needed for City functions or operations, by giving Morrison written notice not less than two (2) years prior to the effective date of the reduction or ter- mination City shall not give written notice of termina- tion pursuant to this provision of the Lease prior to April 30, 1997 The City may only reduce the Leased Property in increments that include the total leased area that encom- passes Building Area C or F, or both, as shown on Exhibit A to the Lease The City's notice of reduction to Morrison must designate the amount of reduction If the City elects to reduce the Leased Property, Morrison shall have the right to terminate this Lease by giving the City written notice within sixty (60) days from the date Morrison receives notice of the City's election Morrison's ter- mination shall be effective two (2) years from the date Morrison receives the City's notice of reduction ARTICLE III Except as specifically amended herein, the terms and conditions of the Lease, as executed by the parties on the 5th day of May, 1992 remain in full force and effect ARTICLE IV This Amendment shall become effective immediately upon its execution •1A / Executed this day of 1995 CITY OF DENTON, TEXAS WN ATTEST JENNIFER WALTERS, CITY SECRETARY BY PAGE 2 APPROVED AS TO LEGAL FORM MICHAEL A BUCEK, ACTING CITY ATTORNEY r E \WPDOCS\K\MORRISON EXT THE MORRISON MILLING COMPANY TITLE P, ,rlr/c... o'- C O Q PAGE 3 ORDINANCE NO ? o — / 0 AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NO 2 TO THE AGREEMENT BETWEEN THE CITY OF DENTON AND THE MORRISON MILLING COMPANY TO EXTEND THE LEASE FOR WAREHOUSE SPACE TO A THIRD TERM, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I. That the Mayor is hereby authorized to execute Amendment No 2 to the Agreement Between the City of Denton and the Morrison Milling Company to extend the lease for warehouse space to a third term, substantially in the form of the Agreement which is attached hereto and made a part of this ordinance for all purposes SECTION II That this ordinance shall become effective immediately upon its passage and approval // PASSED AND APPROVED this the ! lO� day of , 1998 JACpffLLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY U i 404i APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY v � F Vh.,dWept\LOL\Drip\ORD\MORRISON MILLING AMM MUNT dx AMENDMENT NO 2 TO AGREEMENT BETWEEN THE CITY OF DENTON AND THE MORRISON MILLING COMPANY DATED MAY 5,1992 WHEREAS, on May 5, 1992, the CITY of DENTON DENTON COUNTY TEXAS hereinafter called "City," and the MORRISON MILLING COMPANY, hereinafter called "Morrison, entered into a Lease Agreement Between the City of Denton and the Morrison Milhng Company for Warehouse Space at 601 East Hickory hereinafter called "Lease and WHEREAS, the Lease provides for a First Term beginning on May 1, 1992 and terminating on April 30, 1997, and WHEREAS, the Lease, as amended on April 11, 1995, extended the Lease to April 30, 2002 for a Second Term subject to City's right to reduce or terminate by giving two-year notice of termination or reduction and WHEREAS, Morrison desires to extend the Lease for a Third Term with a termination date of April 30, 2007 and WHEREAS the proposed amended Lease would provide that the City may not reduce or terminate the Lease during the remaining Second Term, but may reduce or terminate the Lease prior to commencement of or during the Third Tenn by giving Morrison one-year notice of said reduction or termination, and WHEREAS, Morrison agrees to an increase in the rental rate during the Third Term, and WHEREAS, City desires to extend the Lease for a Thud Term NOW, THEREFORE, WITNESSETH ARTICLE L Article III TERM, section 3 03 Termination or Reduction in Second Term of Lease is hereby and herewith renumbered to section 3 04, and section 3 03 Thud Term is hereby added, to read as follows 3 03 Third Term This Lease shall continue in effect for the Thud Tenn of this Lease beginning on April 30, 2002 and terminating on April 30 2007, pursuant to the same terms and conditions as during the First Term, provided that rent shall be as set forth at $2 05 per square foot, or $8,217 per month ARTICLE IL Article III TERM, section 3 04 Termination or Reduction in Second Term of Lease is hereby deleted from the Lease and replaced with the following 3 04 Termination or Reduction in Third Term The City shall have the right prior to the commencement of or during the Third Term to ternnate this Lease or to reduce the square footage of the enclosed space in the Leased Property if the City determines, in its sole discretion, that all or part of the Leased Property is needed for City functions or operations, by giving Morrison written notice not less than one (1) year prior to the effective date of the reduction or termination City shall not give written notice of termination or reduction pursuant to this provision of the Lease prior to April 30, 2001 The City may only reduce the Leased Property in increments that include the total leased area that encompasses Building Area C or F or both, as shown on Exhibit A to the Lease The City's notice of reduction to Morrison must designate the amount of reduction If the City elects to reduce the Leased Property, Morrison shall have the right to terminate this Lease by giving the City written notice within sixty (60) days from the date Morrison receives notice of the City's electron Momson's termination shall be effective one (1) year from the date Morrison receives the City's notice of reduction ARTICLE III. Except as specifically amended herein, the terns and conditions of the Lease, as executed by the parties on the 5th day of May, 1992 and Amendment No 1 executed on the 1 Vh day of April, 1995 shall remain in full force and effect ARTICLE IV This Amendment No 2 shall become effective immediately upon its execution Executed this [ 4h day of 1998 CITY OF DENTON, TEXAS BY 'rED BENAVIDES CITY MANAGER ATTEST JENNIFER WALTERS, CITY SECRETARY r. ././-1- 1� /�l / / PAGE 2 APPROVED AS TO LEGAL FORM HERBERT L PROUTY CITY ATTORNEY I THE MORRISON MILLING COMPANY BYk- TITLE PAGE 3 I i i I � t 1 I i I I i I I � I I i I 1 I I i I i t A t I Z I ' I I t I i I Y I Y I t I t l I I s